Common use of Acknowledgement of Offering Information Clause in Contracts

Acknowledgement of Offering Information. You have read and fully understand the Memorandum, the Fund Agreement, this Subscription Agreement and the Disqualified Person Disclosure, including without limitation the default provisions, if any, of the Fund Agreement and this Subscription Agreement. You have received adequate information concerning all matters which you consider material to a decision to purchase the Fund Interests. You have been given the opportunity to ask questions of, and receive answers from, GS and the Manager, concerning the terms and conditions of the offering and other matters pertaining to your investment in the Fund Interests, and you have been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in the Memorandum. You have not been furnished with any offering literature or prospectus except the Memorandum or except as mentioned in this paragraph, and you have only received the Memorandum and the Fund Agreement from a person with whom you have a substantive pre-existing relationship (i.e., this person is aware of your financial experience and sophistication, and your ability to evaluate the merits and risks of the proposed investment in the Fund). You understand that this Subscription Agreement does not constitute an offer by the Fund, the Manager or GS to sell a Fund Interest to you. No representations or agreements other than those set forth in the Memorandum have been made to you in respect thereto. You represent and warrant that you are capable of evaluating investment risks independently, including with regard to transactions and investment strategies involving Fund Interests, and have exercised independent judgment (and have relied solely upon the Memorandum, the advice of your tax, legal or other advisers and independent investigations made by you) in purchasing the Fund Interests. You are not relying on GS, the Manager, the Fund, any placement agent or the references to any legal opinion in the Memorandum with respect to individual, partnership or corporate tax and other economic considerations involved in this investment. You understand that counsel to the Fund may also serve as counsel to the Manager and its affiliates. You understand that in connection with the offering of Fund Interests and subsequent advice to the Fund (including transactions or litigation involving the Fund), counsel to the Fund will not be representing investors in the Fund, including you, and no independent counsel has been retained by the Fund to represent the investors in the Fund.

Acknowledgement of Offering Information. You have read and fully understand the Memorandum, the Fund Agreement, this Subscription Agreement and the Disqualified Person Disclosure, including without limitation the default provisions, if any, provisions of the Fund Agreement Memorandum and this Subscription Agreement. You have received adequate information concerning all matters which you consider material to a decision to purchase the Fund InterestsShares. You have been given the opportunity to ask questions of, and receive answers from, GS and the ManagerCompany, concerning the terms and conditions of the offering and other matters pertaining to your investment in the Fund InterestsShares, and you have been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in the Memorandum. You understand that you may be subject to additional or different fees than those described in the Memorandum. You have not been furnished with any offering literature or prospectus except the Memorandum or except as mentioned in this paragraph, and you have only received the Memorandum and the Fund Agreement from a person with whom you have a substantive pre-existing relationship (i.e., this person is aware of your financial experience and sophistication, and your ability to evaluate the merits and risks of the proposed investment in the FundCompany). You understand that this Subscription Agreement does not constitute an offer by the Fund, the Manager Company or GS to sell a Fund Interest Share to you. No representations or agreements other than those set forth in the Memorandum have been made to you in respect thereto. You represent and warrant that you are capable of evaluating investment risks independently, including with regard to transactions and investment strategies involving Fund Intereststhe Shares, and have exercised independent judgment (and have relied solely upon the Memorandum, the advice of your tax, legal or other advisers and independent investigations made by you) in purchasing the Fund InterestsShares. You are not relying on GS, the Manager, the FundCompany, any placement agent or the references to any legal opinion in the Memorandum with respect to individual, partnership or corporate tax and other economic considerations involved in this investment. You understand that counsel to the Fund Company may also serve as counsel to the Manager GS and its affiliates. You understand that in connection with the offering of Fund Interests Shares and subsequent advice to the Fund Company (including transactions or litigation involving the FundCompany), counsel to the Fund Company will not be representing investors in the FundCompany, including you, and no independent counsel has been retained by the Fund Company to represent the investors in the FundCompany.

Acknowledgement of Offering Information. You have read and fully understand the Memorandum, the Fund Agreement, this Subscription Agreement and the Disqualified Person Disclosure, including without limitation the default provisions, if any, of the Fund Agreement and this Subscription Agreement. You have received adequate information concerning all matters which you consider material to a decision to purchase the Fund InterestsShares. You have been given the opportunity to ask questions of, and receive answers from, GS and the ManagerFund, concerning the terms and conditions of the offering and other matters pertaining to your investment in the Fund InterestsShares, and you have been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in the Memorandum. You understand that you may be subject to additional or different fees than those described in the Memorandum. You have not been furnished with any offering literature or prospectus except the Memorandum or except as mentioned in this paragraph, and you have only received the Memorandum and the Fund Agreement from a person with whom you have a substantive pre-existing relationship (i.e., this person is aware of your financial experience and sophistication, and your ability to evaluate the merits and risks of the proposed investment in the Fund). You understand that this Subscription Agreement does not constitute an offer by the Fund, the Manager Fund or GS to sell a Fund Interest Share to you. No representations or agreements other than those set forth in the Memorandum have been made to you in respect thereto. You represent and warrant that you are capable of evaluating investment risks independently, including with regard to transactions and investment strategies involving Fund Intereststhe Shares, and have exercised independent judgment (and have relied solely upon the Memorandum, the advice of your tax, legal or other advisers and independent investigations made by you) in purchasing the Fund InterestsShares. You are not relying on GS, the Manager, the Fund, any placement agent or the references to any legal opinion in the Memorandum with respect to individual, partnership or corporate tax and other economic considerations involved in this investment. You understand that counsel to the Fund may also serve as counsel to the Manager GS and its affiliates. You understand that in connection with the offering of Fund Interests Shares and subsequent advice to the Fund (including transactions or litigation involving the Fund), counsel to the Fund will not be representing investors in the Fund, including you, and no independent counsel has been retained by the Fund to represent the investors in the Fund.